Spherix Announces Closing of Private Placement of $2.6 Million in Common Stock and Warrants

Spherix Announces Closing of Private Placement of $2.6 Million in Common Stock
and Warrants
BETHESDA, Md., Nov. 12, 2012 (GLOBE NEWSWIRE) -- Spherix Incorporated
(Nasdaq:SPEX) – an innovator in biotechnology for therapy in diabetes,
metabolic syndrome and atherosclerosis, and provider of technical and
regulatory consulting services to food, supplement, biotechnology and
pharmaceutical companies – today announced the closing of previously reported
agreements to sell $2.6 million of shares of its common stock together with
warrants to purchase additional shares of its common stock in a private
placement transaction. Spherix has issued an aggregate of 483,657 shares of
common stock at a price of $5.324 per share along with warrants to purchase an
additional 483,657 shares of common stock at an exercise price of $6.53 per
share. The warrants shall be exercisable for a period of five years, but will
not be effective until approved by the shareholders of the Company.
The common stock and warrants were issued in a private placement of securities
exempt from registration pursuant to Section 4(2) of the Securities Act of
1933 and Rule 506 promulgated thereunder. The Company and the Investors have
executed a Registration Rights Agreement pursuant to which the Company has
agreed to register the common stock sold in the offering and the common stock
issuable upon exercise of the warrants via a Form S-1 registration statement.
The Company intends to use the net proceeds from the offering for general
corporate purposes.
Ladenburg Thalmann & Co. Inc., a subsidiary of Ladenburg Thalmann Financial
Services Inc. (NYSE Amex:LTS), acted as the exclusive placement agent for this
offering.
This announcement is neither an offer to sell nor a solicitation of an offer
to buy any securities of the Company. The securities offered and sold in the
private placement have not been registered under the Securities Act of 1933,
as amended, or any state securities laws, and may not be offered or sold in
the United States absent registration, or an applicable exemption from
registration under the Securities Act and applicable state securities laws.
About Spherix
Spherix Incorporated was launched in 1967 as a scientific research company
under the name Biospherics Research. The Company now leverages its scientific
and technical expertise and experience through its two subsidiaries –
Biospherics Incorporated and Spherix Consulting, Inc.Biospherics is dedicated
to developing and licensing/marketing proprietary therapeutic products for
treatment of diabetes, metabolic syndrome and atherosclerosis.Biospherics is
exploring new drugs and combinations for treatment of high triglycerides, a
risk factor for atherosclerosis, myocardial infarction, and stroke.Spherix's
Consulting subsidiary provides scientific and strategic support for suppliers,
manufacturers, distributors and retailers of conventional foods,
biotechnology-derived foods, medical foods, infant formulas, food ingredients,
dietary supplements, food contact substances, pharmaceuticals, medical
devices, consumer products and industrial chemicals and pesticides.For more
information, please visit www.spherix.com.
Forward-Looking Statements
This release contains forward-looking statements which are made pursuant to
provisions of Section 21E of the Securities Exchange Act of 1934.Investors
are cautioned that such statements in this release, including statements
relating to planned clinical study design, regulatory and business strategies,
plans and objectives of management and growth opportunities for existing or
proposed products, constitute forward-looking statements which involve risks
and uncertainties that could cause actual results to differ materially from
those anticipated by the forward-looking statements.The risks and
uncertainties include, without limitation, risks that product candidates may
fail in the clinic or may not be successfully marketed or manufactured, we may
lack financial resources to complete development of our products, the FDA may
interpret the results of studies differently than us, competing products may
be more successful, demand for new pharmaceutical products may decrease, the
biopharmaceutical industry may experience negative market trends, our
continuing efforts to develop products may be unsuccessful, our common stock
could be delisted from the Nasdaq Capital Market, and other risks and
challenges detailed in our filings with the U.S. Securities and Exchange
Commission.Readers are cautioned not to place undue reliance on any
forward-looking statements which speak only as of the date of this release.We
undertake no obligation to publicly release the results of any revisions to
these forward-looking statements that may be made to reflect events or
circumstances that occur after the date of this release or to reflect the
occurrence of unanticipated events.
CONTACT: Investor Relations
Phone: (301) 897-2564
Email: info@spherix.com
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